Transfer the ownership for C-Corp after 1031 exchange

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Transfer the ownership for C-Corp after 1031 exchange

Michael Zhang

Member since 2023 · 2 posts · 0 votes

Can C-Corp transfer/sell the share/ownership after 1031 exchange?

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Dave FosterBusiness Member

Qualified Intermediary for 1031 Exchanges · St. Petersburg, FL · Member since 2013 · 9k+ posts · 9k+ votes

@Michael Zhang since the C corp is it's own taxpayer the 1031 exchange was reported on it's tax return. The new property is an asset of the C corp still reported on it's tax return. So it shouldn't matter what you do with the C corp. Selling the C corp (or gifting it) sells all of the assets and liabilities of the C-corp as well. the 1031 exchange that bought the asset is pretty much irrelevant once it is complete.

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Henry ClarkPro Member
Developer · Member since 2020 · 4k+ posts · 4k+ votes
3y
Th asset still stays in the C Corp, so you can’t transfer out of the C Corp just because it went through a 1031. Talk with your tax accountant or lawyer.
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Bill B.
Investor · Las Vegas, NV · Member since 2013 · 8k+ posts · 10k+ votes
3y
If you meant can you transfer the new property ownership by selling the corporation instead of the property you’d have ti\o discount it significantly. You’d be handing the buyer a big tax liability and a reduced basis for depreciation deduction. They’d also inherit any possible liabilities. Most buyers wouldn’t want to buy the company unless you tried to trick them. It’s all downside for them.
The seller would face their own batch of taxes. You’re probably better off with a straight sale if that’s what you want, instead of the exchange. Either way, get a real estate expert cpa involved before you make a decision. It’s too late afterwards.
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Michael Zhang
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Member since 2023 · 2 posts · 0 votes
3y
Quote from @Michael Zhang:

Can C-Corp transfer/sell the share/ownership after 1031 exchange?

What I meant is a 1031 exchange property under C-Corp, the shareholder (parent owns 100%) wants to transfer (gifts) the 100% of ownership (shares) of C-Corp to son and daughter. No sell or transfer out the property involve. The 1031 property still under same C-Corp.
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Henry ClarkPro Member
Developer · Member since 2020 · 4k+ posts · 4k+ votes
3y
As @Bill B. mentioned you can do that but it should be heavily discounted to cover the future taxes.
What is the basis and what is the value? I would rather get the assets out of the C Corp depending on the numbers.
Plus what do the son and daughter want? Not everyone wants to do REI.
What is the age and health of the parents. You could do a lease to own. And wait for death basis increase. I don’t like that idea since you can’t use for collateral and you can make far more money paying the taxes and investing. Unless farmland at $200 per acre value at $10,000 per acre.
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Dave FosterBusiness Member
Qualified Intermediary for 1031 Exchanges · St. Petersburg, FL · Member since 2013 · 9k+ posts · 9k+ votes
3y
@Michael Zhang since the C corp is it's own taxpayer the 1031 exchange was reported on it's tax return. The new property is an asset of the C corp still reported on it's tax return. So it shouldn't matter what you do with the C corp. Selling the C corp (or gifting it) sells all of the assets and liabilities of the C-corp as well. the 1031 exchange that bought the asset is pretty much irrelevant once it is complete.
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